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TIW Achieves EBITDA of $121 Million and Nearly Doubles Subscriber Base in 2001: Successful Recapitalization Strengthens Balance Sheet.


Business Editors

MONTREAL--(BUSINESS WIRE)--March 5, 2002

TIW Tiw (tē`), Norse Tyr (tür), ancient Germanic god.  (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
:TIWI TIWI Telesystem International Wireless Incorporated (Montreal, Quebec, Canada) ) (TSE See Tokyo Stock Exchange.

TSE

1. See Tokyo Stock Exchange (TSE).

2. See Toronto Stock Exchange (TSE).
:TIW)

HIGHLIGHTS

For the fourth quarter and year ended December December: see month.  31, 2001 All amounts are in US$, unless otherwise stated

Successful recapitalization Recapitalization

Restructuring a company's debt and equity mixture often with the aim of making a company's capital structure more stable.

Notes:
Companies often want to diversify their debt-to-equity ratio to improve liquidity.
 strengthens balance sheet
-- On February 28, 2002, TIW successfully completed a comprehensive financial
restructuring and recapitalization, resulting in a reduction in the amount of
senior debt and convertible debentures of nearly $700 million, and in a
significant increase in TIW's economic ownership in ClearWave N.V., through
which the Company controls cellular operations in Romania and the Czech
Republic. The Company also raised gross proceeds of $66.7 million from the
issuance of new equity. As a result of this recapitalization, TIW has
strengthened its financial position and asset base.

-- On a pro-forma basis, after giving retroactive effect to the increase of the
Company's equity ownership in ClearWave from 45.5% to 85.6% as if it had
occurred at the beginning of 2001, TIW's proportionate revenues from continuing
operations would have been $237.3 million which is more than 80% higher than
actual proportionate results for 2001. On the same pro-forma basis,
proportionate EBITDA for the year would have been $73.1 million as compared to
actual proportionate results of $27.9 million and proportionate net debt would
have amounted to $445.9 million as of December 31, 2002.

-- As of February 28, 2002 and following the recapitalization, the number of
shares and share equivalents outstanding was 502.2 million. With all options
and warrants exercised and all convertible securities converted, total number
of shares issued would be 539.8 million.


Subsequent Events


-- On February 28, 2002, TIW successfully completed a comprehensive financial
restructuring and recapitalization, resulting in a reduction in the amount of
senior debt and convertible debentures of nearly $700 million, and in a
significant increase in TIW's economic ownership in ClearWave N.V., through
which the Company controls cellular operations in Romania and the Czech
Republic. The Company also raised gross proceeds of $66.7 million from the
issuance of new equity. As a result of this recapitalization, TIW has
strengthened its financial position and asset base.

-- On a pro-forma basis, after giving retroactive effect to the increase of the
Company's equity ownership in ClearWave from 45.5% to 85.6% as if it had
occurred at the beginning of 2001, TIW's proportionate revenues from continuing
operations would have been $237.3 million which is more than 80% higher than
actual proportionate results for 2001. On the same pro-forma basis,
proportionate EBITDA for the year would have been $73.1 million as compared to
actual proportionate results of $27.9 million and proportionate net debt would
have amounted to $445.9 million as of December 31, 2002.

-- As of February 28, 2002 and following the recapitalization, the number of
shares and share equivalents outstanding was 502.2 million. With all options
and warrants exercised and all convertible securities converted, total number
of shares issued would be 539.8 million.


PRESS RELEASE

For the fourth quarter and year ended December 31, 2001 All amounts are in US$, unless otherwise stated

TIW ACHIEVES EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become  OF $121 MILLION AND NEARLY DOUBLES SUBSCRIBER BASE IN 2001

Successful recapitalization strengthens balance sheet

Telesystem International Wireless Inc. (TSE:TIW) (Nasdaq:TIWI) today reported its results for the fourth quarter and year ended December 31, 2001.

Consolidated operating income Operating Income

The profit realized from a business' own operations.

Notes:
This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit.
 before depreciation and amortization (EBITDA) was $37.7 million for the fourth quarter of 2001 compared to negative EBITDA of $14.0 million for the same 2000 period. For 2001, EBITDA was $121.6 million compared to $5.4 million for 2000. The healthy EBITDA improvement in 2001 was driven by the strong performance of the Company's cellular operations in Romania Romania (rōmān`ēə, –yə) or Rumania (r–), republic (v), 91,699 sq mi (237,500 sq km), SE Europe.  - which achieved record subscriber growth and positive operating income for both the fourth quarter and 2001 - and the narrowing start-up Start-up

The earliest stage of a new business venture.
 losses of its fast growing cellular operations in the Czech Republic Czech Republic, Czech Česká Republika (2005 est. pop. 10,241,000), republic, 29,677 sq mi (78,864 sq km), central Europe. It is bordered by Slovakia on the east, Austria on the south, Germany on the west, and Poland on the north. .

With 566,200 net additions for the fourth quarter, TIW's total cellular subscribers increased 95% to 2,936,000 as of December 31, 2001 compared to 1,508,900 subscribers at the end of 2000. The Company's proportionate pro·por·tion·ate  
adj.
Being in due proportion; proportional.

tr.v. pro·por·tion·at·ed, pro·por·tion·at·ing, pro·por·tion·ates
To make proportionate.
 subscribers nearly doubled to 673,200 in 2001 - after taking into account the issuance of Units during the year which reduced TIW's economic interest in ClearWave from 100% to 45.5% - compared to 344,000 subscribers at the end of 2000 on a comparable basis. On a pro-forma basis, after giving effect to the February February: see month.  2002 recapitalization by which TIW increased its economic interest in ClearWave to 85.6%, TIW's proportionate subscribers at year-end year-end also year·end
n.
The end of a year.

adj.
Occurring or done at the end of the year: a year-end audit.

Noun 1.
 2001 totalled 1,261,000.

"Our 2001 results in Romania are truly exceptional with a strong financial performance and the net addition of over 831,800 subscribers for 2001, including a quarterly record of 380,900 net new subscribers for the fourth quarter. In the Czech Republic, we are rapidly growing market share and approaching EBITDA break-even on a quarterly basis less than two years after commercial launch," said Bruno Ducharme, President and Chief Executive Officer of TIW. "During the past year, we have also taken the necessary steps to significantly de-leverage our balance sheet and thereby protect the value of TIW's assets for the benefit of all stakeholders Stakeholders

All parties that have an interest, financial or otherwise, in a firm-stockholders, creditors, bondholders, employees, customers, management, the community, and the government.
."

Results of operations and other operating data for 2001 and 2000 exclude those of the Company's Brazilian minority-owned affiliates which are now accounted for as discontinued operations Discontinued operations

Divisions of a business that have been sold or written off and that no longer are maintained by the business.
.

Impact of Recapitalization on Balance Sheet and Income Statement

On February 28, 2002, TIW successfully completed a comprehensive financial restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics).  and recapitalization which began in 2001. This recapitalization resulted in a reduction in the amount of senior debt and convertible debentures Convertible Debenture

Any type of debenture that can be converted into some other security.

Notes:
For example, a convertible bond can be converted into stock.
 of nearly $700 million and in a significant increase in TIW's economic ownership in ClearWave N.V., through which the Company controls cellular operations in Romania and the Czech Republic. The Company also raised gross proceeds of $66.7 million from the issuance of new equity. As a result of this recapitalization, TIW has strengthened its financial position and asset base.

On a pro-forma basis, after giving retroactive Having reference to things that happened in the past, prior to the occurrence of the act in question.

A retroactive or retrospective law is one that takes away or impairs vested rights acquired under existing laws, creates new obligations, imposes new duties, or attaches a
 effect to the increase of the Company's equity ownership in ClearWave from 45.5% to 85.6% as if it had occurred at the beginning of 2001, TIW's proportionate revenues from continuing operations continuing operations

Parts of a business that are expected to be maintained as an ongoing segment of an overall business operation. Income and losses from continuing operations are reported separately if any segments have been discontinued during the
 would have been $237.3 million which is more than 80% higher than actual proportionate results for 2001. On the same pro-forma basis, proportionate EBITDA for the year would have been $73.1 million as compared to actual proportionate results of $27.9 million and proportionate net debt would have amounted to $445.9 million as of December 31, 2002.


---------------------------------------------------------------------
                               Proportionate (1)        Consolidated
---------------------------------------------------------------------
                               Pro-forma
                               2001           2001             2001
---------------------------------------------------------------------
                             (Unaudited) (Unaudited)      (Unaudited)
---------------------------------------------------------------------
Subscribers               1,261,000        673,200        2,936,000
---------------------------------------------------------------------
Revenues               $237.3 million  $130.6 million  $526.2 million
---------------------------------------------------------------------
EBITDA                  $73.1 million   $27.9 million  $121.6 million
---------------------------------------------------------------------
Net Debt               $445.9 million  $358.8 million  $826.7 million
---------------------------------------------------------------------

(1) Proportionate data reflects the Company's ultimate equity
    ownership in its operations. See explanatory notes on EBITDA and
    proportionate figures in the accompanying selected consolidated
    financial and operating data.


Appointments to the Board of Directors

The Company also announces changes to its Board of Directors, which comprises eight members effective today. The directors are Daniel Daniel, book of the Bible
Daniel, book of the Bible. It combines "court" tales, perhaps originating from the 6th cent. B.C., and a series of apocalyptic visions arising from the time of the Maccabean emergency (167–164 B.C.
 Cyr, Jacques Jacques [ʒɑk] (French for Jacob and James) can refer to:

People with the surname of Jacques:
  • Antoine A.
 A. Drouin, Martin Fafard, Michael Michael, archangel
Michael (mī`kəl) [Heb.,=who is like God?], archangel prominent in Christian, Jewish, and Muslim traditions. In the Bible and early Jewish literature, Michael is one of the angels of God's presence.
 R. Hannon, C. Kent Jespersen Jes·per·sen   , (Jens) Otto (Harry) 1860-1943.

Danish philologist noted for his contributions to phonetics and the teaching of languages. Among his most influential works is The Philosophy of Grammar (1924).

Noun 1.
, Eva Lee Eva Lee (born August 7, 1986) is a female badminton player from the United States of America. Career
2005 World Championships
She played at the 2005 World Badminton Championships in Anaheim and lost in the first round.
 Kwok, Jonathan Jonathan (jŏn`əthən) [short for Jehonathan, Heb.,=Yahweh has given].

1 In the Bible, Saul's son and David's friend, both killed at the battle of Mt. Gilboa. David showed kindness to his son Mephibosheth.
 Meggs and Charles Sirois Charles Sirois (born 1954) is a Canadian businessman. He is the founder, controlling shareholder, Chairman and CEO of Telesystem Ltd., a Canadian private equity company. , who continues as Chairman of the Board.

Results of Operations

Consolidated service revenues for the fourth quarter of 2001 increased 50.0% to $144.7 million compared to $96.5 million for the same 2000 period. EBITDA improved to $37.7 million compared to negative EBITDA of $14.0 million for the fourth quarter last year. This improvement reflects higher EBITDA in Romania, reduced negative EBITDA in the Czech Republic and a reduction in unallocated corporate overhead. Operating income was $2.7 million compared to an operating loss operating loss

The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income.
 of $39.7 million for the fourth quarter of 2000, while loss from continuing operations was $15.9 million or $1.12 per share compared to a loss of $28.2 million or $2.25 per share. Net loss for the fourth quarter was $68.1 million or $3.66 per share, with most of such loss attributable to loss from discontinued operations in Brazil Brazil (brəzĭl`), Port. Brasil, officially Federative Republic of Brazil, republic (2005 est. pop. 186,113,000), 3,286,470 sq mi (8,511,965 sq km), E South America.  and Western Europe Western Europe

The countries of western Europe, especially those that are allied with the United States and Canada in the North Atlantic Treaty Organization (established 1949 and usually known as NATO).
 amounting to $52.2 million. Net loss for the corresponding quarter in 2000 was 68% higher at $114.2 million or $7.70 per share and included a loss of $86.0 million from discontinued operations.

For 2001, consolidated service revenues increased 48.9% to $495.2 million compared to $332.5 million for 2000. EBITDA improved to $121.6 million compared to $5.4 million for last year, reflecting the strong performance in Romania and lower negative EBITDA in the Czech Republic. Operating loss was $0.4 million compared to an operating loss of $85.0 million for 2000, while income from continuing operations was $162.4 million or $7.71 per share compared to a loss from continuing operations of $19.7 million or $2.83 per share in 2000. Income from continuing operations for 2001 includes a $238.9 million gain arising from the Company's successful exchange offer to holders of its 13.25% and 10.5% senior discount notes due 2007. Income for 2001 also includes a loss on investment of $10.7 million as compared to a gain of $85.7 million in 2000. The loss on investment for 2001 excludes the $106.1 million gain on the sale of the Company's B-Band affiliates reported earlier in 2001 as the amount has been reclassified to loss from discontinued operations. Total loss from discontinued operations was $416.1 million for 2001 as compared to $335.7 million for 2000 and accounted for most of the Company's net loss for both periods. Net loss for 2001 amounted to $253.7 million or $16.29 per share as compared to $355.4 million or $24.41 per share in 2000.

SEGMENTED RESULTS

MobiFon S.A. - Romania

MobiFon added 380,900 net subscribers for the fourth quarter to surpass the two-million milestone, ending 2001 with 2,003,600 customers. This compares to the net addition of 171,700 subscribers for the fourth quarter of 2000 to reach 1,171,800 subscribers at the end of the year. The pre-paid/post-paid mix at the end of 2001 was 63/37 and the average monthly churn rate (1) The percentage of customers who cancel their online, cellphone or other subscription service during a certain time period.

(2) The percentage of employees who leave the company during a certain time period. See churning.
 for the year was 1.7%. At the end of 2001, the Company estimates MobiFon held a 53% share of the wireless market in Romania.

Service revenues increased 21% for the fourth quarter to $99.2 million compared to $81.8 million for the same period last year. SG&A expenses were stable at $27.9 million compared to $27.6 million but declined to 28% of service revenues compared to 34% in the fourth quarter of 2000. EBITDA was $47.5 million, up 40% compared to $33.8 million for the same quarter last year. Operating income rose 31% to $24.7 million compared to $18.8 million for the fourth quarter of 2000.

For 2001, service revenues totaled $359.9 million, or 20% higher than $299.5 million for the previous year. SG&A expenses decreased to $88.8 million, or 25% of service revenues, from $96.7 million, or 32% of service revenues for 2000. EBITDA increased 43% to $186.4 million compared to $130.1 million, and EBITDA margin improved to 52%. Operating income was up 69% to $108.6 million compared to $64.2 million for the previous year.

Cesky Mobil a.s. - Czech Republic

Cesky Mobil added 178,100 net subscribers in the fourth quarter of 2001 to end the year with 858,400 customers, a 185% increase compared to 301,700 subscribers at the end of 2000. The company gained momentum throughout 2001, reflecting the strong awareness achieved by its Oskar brand, launched less than two years ago.

Cesky Mobil estimates it accounted for approximately 21% of net additions in the Czech Republic for the year and the company estimates it held a 12% share of the national cellular market at the end of 2001, compared to 7% for 2000. Strong growth was achieved in post-paid Adv. 1. post-paid - having the postage paid by the sender; "I will send it post-paid"
post-free

post-paid adjporte pagado

post-paid adj (Brit
 subscribers and they accounted for 28.5% of the total customer base at the end of the year.

Service revenues increased to $43.3 million compared to $11.9 million for the fourth quarter of last year. Negative EBITDA was reduced to $5.5 million for the quarter compared to negative $28.6 million for the corresponding period in 2000. This strong improvement reflects the revenue impact of rapid subscriber growth and lower SG&A expenses which declined to $19.0 million, or 44% of service revenues, compared to $21.8 million, or 183% of service revenues, in the fourth quarter of 2000. Operating loss declined to $17.6 million compared to $38.5 million a year ago.

For 2001, service revenues increased to $125.9 million compared to $21.5 million for 2000, reflecting rapid subscriber growth and the fact that the commercial service roll-out occurred in March 2000. SG&A expenses of $65.9 million represented 52% of 2001 service revenues compared to $63.4 million or 295% of 2000 service revenues. Negative EBITDA was reduced by 49% to $41.6 million compared to $82.0 million last year.

Brazil

The sale of the Company's two Brazilian B-Band operations in the first quarter of 2001, the abandonment of its Western European European

emanating from or pertaining to Europe.


European bat lyssavirus
see lyssavirus.

European beech tree
fagussylvaticus.

European blastomycosis
see cryptococcosis.
 SMR (Specialized Mobile Radio) The communications services used by police, ambulances, taxicabs, trucks and other delivery vehicles. Throughout the U.S., approximately 3,000 independent operators are licensed by the FCC to offer this service, which provides always-on  and ESMR ESMR Enhanced Specialized Mobile Radio
ESMR Extended Specialized Mobile Radio (Nextel)
ESMR Expert Systems Message Router
ESMR Electrically/Electronically Scanned/ing Microwave Radiometer
ESMR Engine Starter Motor Relay
 operations in the second quarter and the recently completed issuer bid for ClearWave Units has emphasized the relative strategic value for TIW of its Central and Eastern European operations (CEE cee  
n.
The letter c.
). Pro-forma for the recent increase in ownership of ClearWave fourth quarter 2001 proportionate net subscriber additions in CEE represented 94.6% of total proportionate net additions of all of the Company's cellular affiliates in the fourth quarter 2001. As it relates to its two remaining minority investments in Brazilian A-Band operations, Telemig Celular Telemig Celular S.A. is a major Brazilian telecommunications company headquartered in Belo Horizonte. The company is one of eight wireless telephone companies that emerged from the break-up of Telebras.  and Tele Norte Celular, TIW has been reviewing its strategic alternatives for several months. On March 5, 2002, TIW has formally adopted a plan to dispose of To determine the fate of; to exercise the power of control over; to fix the condition, application, employment, etc. of; to direct or assign for a use.

See also: Dispose
 its Brazilian operations by way of a sale of its equity interests within the next twelve months.

As a result of the adoption of the plan, assets, liabilities and results of operations of the Brazilian cellular joint venture operations have been reported in the Company's consolidated financial statements Consolidated Financial Statements

The combined financial statements of a parent company and its subsidiaries.

Notes:
Because consolidated financial statements present an aggregated look at the financial position of a parent and its subsidiaries, they enable you to gauge
 prepared under Canadian Canadian (kənā`dēən), river, 906 mi (1,458 km) long, rising in NE New Mexico. and flowing E across N Texas and central Oklahoma into the Arkansas River in E Oklahoma.  GAAP GAAP

See: Generally Accepted Accounting Principles


GAAP

See generally accepted accounting principles (GAAP).
 as discontinued operations for all periods presented.

Corporate and Other

The Company's wireless operations in India India, officially Republic of India, republic (2005 est pop. 1,080,264,000), 1,261,810 sq mi (3,268,090 sq km), S Asia. The second most populous country in the world, it is also sometimes called Bharat, its ancient name. India's land frontier (c.  and Mexico Mexico, city, Mexico
Mexico or Mexico City, Span. Ciudad de México (Méjico), city (1990 pop. 8,236,960; 1991 met. area est. 20,899,000), central Mexico, capital and largest city of Mexico.
, and corporate activities recorded negative EBITDA of $4.2 million for the fourth quarter and $23.3 million for 2001, compared to negative EBITDA of $19.2 million and $42.8 million, respectively, for the corresponding 2000 periods. Unallocated corporate overhead accounted for most of the EBITDA loss for both 2001 and 2000.

Liquidity and Capital Resources

As of December 31, 2001, the Company held cash and cash equivalents of $85.5 million, including $30.1 million held at the corporate level. Total consolidated indebtedness INDEBTEDNESS. The state, of being in debt, without regard to the ability or inability of the party to pay the same. See 1 Story, Eq. 343; 2 Hill. Ab. 421.
     2.
 as of December 31, 2001 was $ 912.2 million, including $ 290.7 million at the corporate level, $261.2 million at MobiFon and $360.3 million at Cesky Mobil. As of December 31, 2001, corporate level indebtedness included $83.5 million due under the Company's bank facility and $203.1 million in 14% senior guaranteed notes and accrued interest Accrued Interest

The interest that has accumulated on a bond since the last interest payment up to but not including the settlement date.

There are two methods for calculating accrued interest:
1) 360-day year method, used for corporate and municipal bonds.
 thereon there·on  
adv.
1. On or upon this, that, or it.

2. Archaic Following that immediately; thereupon.

Adv. 1. thereon - on that; "text and commentary thereon"
on it, on that
.

Investing activities for the fourth quarter used cash of $141.8 million, mainly related to the acquisitions of capital assets capital assets n. equipment, property, and funds owned by a business. (See: capital, capital account)  in Romania and the Czech Republic. For 2001, investing activities used cash of $303.7 million, reflecting investments in the Company's cellular networks in Central/Eastern Europe Europe (yr`əp), 6th largest continent, c.4,000,000 sq mi (10,360,000 sq km) including adjacent islands (1992 est. pop. 512,000,000). .

Financing activities for the fourth quarter provided cash of $ 119.3 million, including $91.6 million in reversal reversal n. the decision of a court of appeal ruling that the judgment of a lower court was incorrect and is reversed. The result is that the lower court which tried the case is instructed to dismiss the original action, retry the case, or is ordered to change its  to cash of amounts which were reported as restricted cash at the end of the third quarter and net proceeds Net Proceeds

The amount received after all costs are deducted from the sale of a piece of property or security.

Notes:
In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions).
 of $14.5 million from a private placement of 24.5 million Special Warrants each convertible into one Subordinate Voting Share or one non-voting non-voting adj non-voting shares → azioni fpl senza diritto di voto  preferred share. The private placement was made pursuant to the terms of an agreement between the Company and certain stakeholders entered into during the fourth quarter of 2001 and which led to the successful recapitalization of the Company in February 2002 (the "Agreement"). For 2001, financing activities provided cash of $332.6 million, which includes the net proceeds of $248.6 million from the issue of Units in the first quarter of the year.

In February 2002, the Company completed an issuer bid for its CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network.  $150 million 7% Equity Subordinated Debentures subordinated debenture

An unsecured bond with a claim to assets that is subordinate to all existing and future debt. Thus, in the event that the issuer encounters financial difficulties and must be liquidated, all other claims must be satisfied before
 ("ESD (1) (Electronic Software Distribution) Distributing new software and upgrades via the network rather than individual installations on each machine. See ESL. "), converted all of its $300 million 7.75% Convertible Debentures ("CD") into shares, raised $51.7 million in gross proceeds and acquired 33.7 million Units from the issuance of equity securities and converted all of its outstanding Multiple Voting Noun 1. multiple voting - the act of voting in more than one place by the same person at the same election (illegal in U.S.)
balloting, vote, voting, ballot - a choice that is made by counting the number of people in favor of each alternative; "there were only 17
 Shares into Subordinate Voting Shares Voting Shares

Shares that give the stockholder the right to vote on matters of corporate policy making as well as who will compose the members of the board of directors.

Notes:
Different classes of shares, such as preferred stock, sometimes don't allow for voting rights.
.

The Company was successful in retiring CDN $145 million in principal amount of ESDs with the issuance of 37.7 million Subordinate Voting Shares, 3.7 million warrants to purchase Subordinate Voting Shares at a price of CDN $1.61 on or before September September: see month.  30, 2002, 2.5 million warrants to purchase Subordinate Voting Shares at a price of CDN $1.61 on or before March 31, 2003 and the payment of CDN $6.8 million ($4.2 million). Terms of the remaining ESDs were amended a·mend  
v. a·mend·ed, a·mend·ing, a·mends

v.tr.
1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive.

2.
 to extend their maturity to December 2006, reduce their conversion price to CDN $4.40 per share and reduce the amount of principal to CDN $1.25 million ($0.8 million).

The Company converted all of the $300 million CDs and the accrued ac·crue  
v. ac·crued, ac·cru·ing, ac·crues

v.intr.
1. To come to one as a gain, addition, or increment: interest accruing in my savings account.

2.
 and unpaid interest thereon into 154.5 million Subordinate Voting Shares and has undertaken to issue to certain holders warrants to purchase up to 15 million shares at a price of $1.00 on or before September 30, 2002.

In connection with the Company's exchange offer to the holders of Units and the financing commitments under the Agreement, the Company acquired 33.7 million Units each including one subordinate voting share of ClearWave N.V. and raised $51.7 million in gross proceeds from the issuance of an aggregate of 269.2 million Subordinate Voting Shares and Special Warrants, 4.8 million warrants to purchase Subordinate Voting Shares at a price of $1.00 on or before March 31, 2003 and 8.5 million warrants to purchase Subordinate Voting Shares at a price of CDN $1.59 on or before March 31, 2003. The acquisition of Units resulted in an increase in TIW equity and voting interest Voting interest in business and accounting is a percentage of voting stock owned. This notion is different from economic interest that refers to a percentage of all the equity issued, including preferred stock, warrants, and so on.  in ClearWave to 85.6% and 94.9% respectively.

As of February 28, 2002 and following the recapitalization, the number of shares and share equivalents outstanding was 502.2 million. With all options and warrants exercised and all convertible securities converted, total number of shares issued would be 539.8 million.

Also in February 2002 and as part of its recapitalization plan, the Company reduced the amount owing under its corporate credit facility by $8.5 million to $75.0 million and amended the terms of the facility to allow for extensions of its maturity to up to December 15, 2002. Considering the short term maturity of the corporate credit facility, committed cash obligations of the Company for the upcoming 12 months exceed its committed sources of funds and cash on hand.

Conference Call

The conference call with analysts on the fourth quarter and 2001 results for TIW and ClearWave will be made available via an audio web cast from our Internet Internet

Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the
 site. The web cast is scheduled to begin at 9:00 a.m. EST EST electroshock therapy.

EST
abbr.
electroshock therapy
 on Wednesday Wednesday: see week. , March 6 (at http://www.tiw.ca). A replay of the conference call can also be heard between 12:00 p.m. on March 6 and 11:59 p.m. on April 5. To access the replay facility, dial 416/695-5800 and you will be instructed to enter the access code: 1091865.

Forward-looking Statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 

This news release may contain certain forward-looking statements that reflect the current views and/or and/or  
conj.
Used to indicate that either or both of the items connected by it are involved.

Usage Note: And/or is widely used in legal and business writing.
 expectations of TIW with respect to its performance, business and future events. Such statements are subject to a number of risks, uncertainties and assumptions. Actual results and events may vary significantly.

About TIW

TIW is a global mobile communications operator with over 2.9 million total subscribers worldwide. The Company's shares are listed on the Toronto Stock Exchange Toronto Stock Exchange (TSE)

Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options.
 ("TIW") and NASDAQ ("TIWI").


TELESYSTEM INTERNATIONAL WIRELESS INC.
---------------------------------------------------------------------

            SELECTED CONSOLIDATED FINANCIAL AND OPERATING DATA

(in thousands of U.S. dollars, except operating and per share data)
--------------------------------------------------------------------
                               Three months ended  Twelve months ended
                                   December 31,        December 31,
                                  2001      2000      2001      2000
                                     $         $         $         $
--------------------------------------------------------------------

                                  (unaudited)         (unaudited)
STATEMENTS OF LOSS AND
 CASH FLOWS DATA:
 Revenues                      157,709   104,892   526,225   354,052
 Operating income (loss)         2,748   (39,705)     (441)  (85,022)
 Interest expense, net         (26,025)  (21,265) (114,840)  (78,795)
 Foreign exchange gain (loss)    6,545    (1,059)    3,577    (5,043)
 Gain (loss) on sale
  of investments                (4,730)   10,737   (10,741)   85,669
 Income (loss) from
  continuing operations        (15,920)  (28,194)  162,389   (19,672)
 Loss from discontinuing
  operations                   (52,194)  (86,017) (416,103) (335,684)
 Net loss                      (68,114) (114,211) (253,714) (355,356)
 Basic earnings (loss)
  per share
 From continuing operations      (1.12)    (2.25)     7.71     (2.83)
 From discontinued operations    (2.54)    (5.45)   (24.00)   (21.58)
 Net loss                        (3.66)    (7.70)   (16.29)   (24.41)
 Diluted earnings (loss)
  per share
 From continuing operations      (1.12)    (2.25)     4.05     (2.83)
 From discontinued operations    (2.54)    (5.45)   (10.33)   (21.58)
 Net loss                        (3.66)    (7.70)    (6.28)   (24.41)
 Acquisitions of
  capital assets               140,100   181,488   283,647   325,313

OPERATING DATA FROM
 CONTINUING OPERATIONS
  Operating income (loss)
   before depreciation and
   amortization (1)             37,735   (14,039)  121,567     5,362
   Proportionate revenues (2)   37,378    55,571   130,671   195,658
  Proportionate operating income
   (loss) before depreciation
   and amortization (2)          8,953   (16,969)   27,881     8,719

                                As at December 31, As at December 31,
                                      2001                2000
                                         $                   $
--------------------------------------------------------------------
                                   (unaudited)
BALANCE SHEET DATA:
  Cash and cash equivalents
   from continuing operations       85,460             130,675
   Total assets                  1,906,666           3,294,165
  Short-term and long-term debt
   from continuing operations      912,202           1,154,922
   Funded capital (3)            1,377,494           1,072,898
   Total shareholders' equity      169,057              76,389

                                     As at December 31, 2001
--------------------------------------------------------------------
                                 Licensed POPs       Subscribers
                                   (millions)
OTHER OPERATING DATA FROM
 CONTINUING OPERATIONS:          Total Equity(2)     Total  Equity(2)
--------------------------------------------------------------------
 Central and Eastern
  Europe Cellular                 32.8      7.5  2,862,000   665,700
 Other                            56.5      5.7     74,000     7,500
                                  89.3     13.2  2,936,000   673,200


TELESYSTEM INTERNATIONAL WIRELESS INC.
--------------------------------------------------------------------

                   OVERVIEW OF CONTINUING OPERATIONS (4)

(as at December 31, 2001)
--------------------------------------------------------------------
                             Start-up       Licensed
                             Date of          POPs         Total
                Technology  Operations(5)  (millions)  Subscribers(6)
--------------------------------------------------------------------
Central/Eastern
 Europe Cellular
 Romania              GSM      1997           22.5       2,003,600
 Czech Republic       GSM   Q1 2000           10.3         858,400
                                              --------------------
                                              32.8       2,862,000

Other
 India (Rajasthan)    GSM      1997           56.5          74,000
                                              --------------------
                                              56.5          74,000

--------------------------------------------------------------------

--------------------------------------------------------------------
Total                                         89.3       2,936,000
--------------------------------------------------------------------
--------------------------------------------------------------------

--------------------------------------------------------------------
                                 Equity      Equity POPs    Equity
                                Interest(7)   (millions)  Subscribers
--------------------------------------------------------------------
Central/Eastern Europe Cellular
 Romania                         28.9%           6.5       579,000
 Czech Republic                  10.1%           1.0        86,700
                                                 7.5       665,700
                                                 -----------------

Other
 India (Rajasthan)               9.9%            5.7         7,500
                                                 -----------------
                                                 5.7         7,500

--------------------------------------------------------------------
--------------------------------------------------------------------
Total                                           13.2       673,200
--------------------------------------------------------------------
--------------------------------------------------------------------

(1) The Company uses the term operating income (loss) before
    depreciation and amortization which may not be comparable to
    similarly titled measures reported by other companies. Operating
    income (loss) before depreciation and amortization should not be
    considered in isolation or as an alternative measurement of
    operating performance or liquidity to net loss, operating loss,
    cash flows from operating activities or any other measure of
    performance under GAAP. The Company believes that operating income
    (loss) before depreciation and amortization is viewed as a
    relevant supplemental measure of performance in the wireless
    telecommunications industry.

(2) Proportionate financial figures and other operational data
    represent the combination of TIW's ultimate proportionate
    ownership in each of its investees and is not intended to
    represent any measure of performance in accordance with generally
    accepted accounting principles.

(3) Proceeds from share, warrant and units issuances and equity
    component of convertible debentures.

(4) The results of Central and Eastern Europe, Dolphin and the
    Netherlands are fully consolidated but the results of Dolphin are
    reported as discontinued operations. Those of Americel and Telet
    (sold on March 30, 2001), Wireless Internet Group (sold on
    September 27, 2001) and Mexico (abandoned on December 24, 2001)
    are proportionately consolidated. India's results are accounted
    for in a manner similar to the equity method. The results of
    Telemig and Tele Norte are fully consolidated at the Telpart
    level. However, the Company proportionately consolidates the
    results of Telpart, in which it has a 48.9% equity interest but
    which it jointly controls in terms of voting interest. The results
    of the Company interests in Brazil, including the results of
    Americel and Telet (both sold on March 30, 2001) and Telpart are
    also reported as discontinued operations.

(5) In certain cases, the Company's initial investment was made
    subsequent to the start-up of operations.

(6) Figures include 1,875,100 and 36,000 prepaid subscribers in
    Central and Eastern Europe and India, respectively.

(7) In February 2002 our economic and voting rights in ClearWave N.V.
    increased from 45.5% and 80.7% to approximately 85.6% and 94.9%
    respectively. This in turn represents an increase in the Company's
    equity in Romania from 28.9% to 54.3% and Czech Republic from
    10.1% to 19.1%.

(8) Figures represent the Company's direct and indirect ownership
    interests in its operations before the exercise of options. Option
    exercises would change the Company's equity interests after giving
    effect to the increase in ClearWave N.V. on February 5, 2002 as
    follows: (i) in India, from 10.1% to 12.66%; (ii) in Romania, from
    54.3% up to 63.5%; (iii) in Czech Republic, from 19.1% up to
    22.3%.
COPYRIGHT 2002 Business Wire
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Date:Mar 5, 2002
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